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ON THE COMPANY
A. HISTORY AND DEVELOPMENT OF THE COMPANY
We are a pure-play
independent specialty foundry, and as such we are dedicated to providing high-value, high-quality, processed wafers to our customers for
their end products and end users. Our foundry processes use chemical materials, chemical processes and other materials and equipment on
silicon wafers, based on the design specifications of our customers. As a pure-play foundry, we do not offer products of our own.
We currently offer process technology geometries of 0.35, 0.18, 0.16 and 0.13 -micron on 200-mm wafers and 65 nanometer on 300-mm wafers.
We also provide design support and complementary technical services. Our customers and/or our customers’ customers use our wafers
in their end products, which are sold and/or used in diverse markets, including consumer applications, personal computers, communications,
data centers, handsets and smartphones, automotive, industrial, aerospace and medical devices.
We are focused on establishing
leading market share in high-growth specialized markets by providing our customers with high-value, high quality, wafer foundry services.
We use standard analog CMOS process technology, as well as specialized specific technologies including CMOS image sensors, non-imaging
sensors, micro-electromechanical systems (MEMS), wireless antenna switch Silicon-on-Insulator (SOI), mixed-signal, radio frequency CMOS
(RFCMOS), bipolar CMOS (BiCMOS), silicon-germanium BiCMOS (SiGe BiCMOS or SiGe), silicon photonics (SiPho), including silicon and advanced
low-loss silicon nitride waveguides, high voltage CMOS, and power management technologies. To better serve our customers, we have developed
and are continuously expanding our technology offerings in these fields. Through our experience and expertise gained during more than
thirty years of operation, we differentiate ourselves by creating a high level of value for our customers through innovative technological
processes, design and engineering support, competitive operational indices, and dedicated customer service.
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Tower Semiconductor
Ltd., an Israeli company, was founded in 1993 with the acquisition of National Semiconductor’s 150-mm wafer fabrication facility
located in Migdal Haemek, Israel, known as our Fab 1 facility, and commenced operations as an independent foundry. During 2025,
in response to anticipated changes in market dynamics and customer demand, we discontinued operations at Fab 1 and consolidated certain
flows into Fab 2, also located in Migdal Haemek, Israel, in order to streamline our production processes and enhance our overall efficiency.
We are currently commencing use of some of the Fab 1 facility for the expansion of certain Fab 2 activities.
In 2003, we commenced
production at Fab 2, a wafer fabrication facility we established in Migdal Haemek, Israel. Fab 2 currently supports geometries of 0.18-
and 0.13-micron, utilizing advanced CMOS technology, including SiGe, SiPho, CMOS image sensors, magnetic sensors, advanced analog, RF
(radio frequency) - specifically RF switches on SOI - power ICs, power discrete, and mixed-signal technologies.
In 2008, we merged
with Tower NPB, which holds 100% of NPB Co. and operates Fab 3, located in Newport Beach, California, U.S. Fab 3 specializes in specialty
process technologies for silicon photonics and analog and mixed-signal semiconductor devices, and supports geometries ranging from 0.50-
to 0.13-micron. NPB Co.’s specialty process technologies support applications requiring advanced analog, radio frequency, high voltage,
bipolar, SOI, silicon germanium bipolar complementary metal oxide (BiCMOS), and silicon photonics processes.
In 2014, we acquired
from Panasonic 51% of a newly established company, TPSCo, which became a foundry for the sale of wafers to Panasonic and other third-party
customers, using three factories established by Panasonic in Hokuriku, Japan (Uozu E, Tonami CD and Arai E). Pursuant to the transaction,
Panasonic transferred its capacity tools (8 inch and 12 inch) at these three fabs to TPSCo. TPSCo focuses on 65nm and 180nm geometries
for RF, power management and CMOS image sensor wafers, products and applications. In July 2022, the operations in Japan were reorganized
and restructured such that the Arai factory, which solely served NTCJ and did not serve Tower or TPSCo foundry customers, ceased operations,
while the operations at the Uozu and Tonami facilities remained unchanged. In March 2026, we signed an agreement for a strategic restructuring
of our Japan operations, under which Tower will take full ownership of the 300mm Fab 7 to be organized under a wholly owned Japanese subsidiary
of Tower, while NTCJ will take full ownership of the 200mm Fab 5. As part of this restructuring, the companies will enter into mutual
long-term supply agreements to ensure continued support for the existing customers of both companies. Accordingly, Tower customers currently
served through Tonami Fab 5 (200mm) and Nuvoton customers currently served through Uozu Fab 7 (300mm) are not expected to experience any
disruption to supply or operations. The transaction is targeted to close on April 1, 2027, subject to the satisfaction of customary closing
conditions and receipt of applicable regulatory approvals.
In 2016, we acquired
Fab 9, located in San Antonio, Texas, U.S., from Maxim. The assets and related business that we acquired from Maxim are held and conducted
through one of our wholly owned U.S. subsidiaries, Tower SA. Fab 9 supports process geometries ranging from 0.80-micron to 0.18-micron
using CMOS, power management and analog based technologies, SiGe and SiPho.
In 2021, we entered
into an agreement with ST to share, under a collaborative arrangement, a 300mm facility being constructed by ST in Agrate, Italy, and
following the entry into such agreement, TSIT, a wholly owned Italian subsidiary of Tower, was incorporated. Under this arrangement, the
parties agreed to share the cleanroom space and facility infrastructure, with the Company installing certain of its own equipment inside
the cleanroom in an area that comprises approximately one-third of the total cleanroom space for its foundry customers, which we refer
to as “Fab 10”. TSIT and ST invested in their respective process equipment and have been working to accelerate the transfer
of process flows to the facility, product development, qualification, and subsequent ramp-up. The comprehensive qualification process
was completed during 2024, followed by the commencement of volume production and operations, which were, and will continue to be, managed
by ST. Fab 10 supports process geometries of 65 nm using RF SOI analog-based technologies. In September 2023, Tower and Intel
signed an agreement under which Intel undertook to build a capacity corridor at Tower’s instruction, to enable Intel to manufacture
wafers for Tower’s customers at Intel’s 300mm facility in New Mexico, U.S. Intel expressed its intention not to perform under
the agreement, and the parties are presently in a mediation process.
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During the last two
years, we have initiated plans to invest an aggregate of $920 million in capital expenditures (mainly machinery and facilities), primarily
to expand our SiPho and SiGe capacity at Fabs 2, 3, 7 and 9, as well as to enhance our power next generation and other capacity. Specifically
with respect to SiPho, during 2026, we have engaged with certain customers for committed capacity reservation through 2028 in exchange
for prepayment received and to be received, which would be credited to them against their future purchases.
Our executive offices
and Israeli facility are located in the Ramat Gavriel Industrial Park, Shaul Amor Street, Post Office Box 619, Migdal Haemek, 2310502
Israel, and our telephone number is 972-4-650-6611. Our agent for service of process in the United States is Tower Semiconductor USA,
Inc. located at 2570 North First Street, Suite 480 San Jose, CA 95131.
The SEC maintains an
internet website that contains reports, proxy and information statements and other information about issuers, like us, that file electronically
with the SEC. Our filings with the SEC are available to the public through the SEC’s website (http://www.sec.gov). For
more information about us, go to http://www.towersemi.com. Information on our website is not incorporated by reference in this annual
report.
B. BUSINESS OVERVIEW
INDUSTRY OVERVIEW
Semiconductor devices
are critical components in a variety of applications, from computers and data centers, consumer applications, infrastructure, artificial
intelligence and communications, to industrial, military, medical and automotive applications. Rapid changes in the semiconductor industry
frequently make recently introduced devices and applications obsolete within a very short period of time. With the increase in their performance
and decrease in their size and resulting decrease in cost, the use of semiconductors and the number of their applications have increased
significantly.
Historically, the semiconductor
industry was composed primarily of companies that designed and manufactured integrated circuits (“ICs”) in their own fabrication
facilities, which are known as integrated device manufacturers (“IDM”). In the mid-1980s, fabless companies, which focused
on design and used external manufacturing capacity, began to emerge. Fabless companies initially outsourced production to IDMs, which
filled this need through their excess capacity. As the semiconductor industry continued to grow, increasing competition forced fabless
companies and IDMs to seek reliable and dedicated sources of wafer foundry services. Use of external manufacturing capacity allowed IDMs
to reduce their investment in their existing and next-generation facilities and process technologies. This need for external capacity
led to the development of independent companies, known as foundries, which focus primarily on providing wafer manufacturing services to
semiconductor suppliers. Foundries may also offer customers competitive complementary services through design, testing, and other
technical services. Foundry services are used by nearly all major semiconductor companies in the world, including IDMs, as part
of a dual-source, risk-diversification and cost effectiveness strategy.
Semiconductor suppliers
face increasing demand for new products that provide higher performance, greater functionality and smaller form factors at lower prices
– all features that require increasingly complex ICs. The industry has experienced a dramatic increase in the number of applications
that incorporate semiconductors. To compete successfully, semiconductor suppliers must minimize the time it takes to bring a product to
market. As a result, fabless companies and IDMs have focused more on their core competencies, design and intellectual property development,
and tend to outsource manufacturing to foundries.
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For many years, the
two basic functional technologies for semiconductor products have been digital and analog. Digital semiconductors provide critical processing
power and have helped enable many of the computing and communication advances of recent years. Analog semiconductors monitor and manipulate
real world signals such as sound, light, pressure, motion, temperature, electrical current and radio waves, for use in a wide variety
of end products such as digital still cameras, x-ray medical applications, flat panel displays, personal computers, cellular handsets,
smartphone, telecommunications equipment, data center wired communications, consumer applications, automotive and industrial products.
Analog-digital, or mixed-signal, semiconductors combine analog and digital devices which can process both analog and digital signals.
Integrating analog
and digital components on a single, mixed-signal semiconductor enables the development of smaller, more highly integrated, power-efficient,
feature-rich and cost-effective semiconductor devices but presents significant design and manufacturing challenges. For example, combining
high-speed digital circuits with sensitive analog circuits on a single, mixed-signal semiconductor can increase electromagnetic interference
and power consumption, both of which cause a higher amount of heat to be dissipated and decrease the overall performance of the semiconductor.
Challenges associated with the design and manufacture of mixed-signal semiconductors increase as the industry moves toward more advanced
process geometries. Numerous emerging applications require 3D integration, in particular, high precision wafer bonding. Challenges related
to enhanced reliability, e.g., automotive products, dictate more stringent demands to the fabrication processes. As a result, analog and
mixed-signal semiconductors can be complex to manufacture and typically require sophisticated design expertise, strong application specific
experience and a comprehensive intellectual property portfolio. In addition, today’s analog market is driven strongly by growing
sensitivity to environmental requirements, such as the conservation of energy and human well-being.
increasing demand for
complex products, have created an expanding market for outsourced foundry process manufacturing services. Foundries can cost-effectively
supply advanced process technology services to even the smallest fabless companies by creating economies of scale through pooling the
demand of numerous customers. In addition, customers whose IC designs require process technologies other than standard digital CMOS have
created a market for independent foundries that focus on providing specialized process technologies. Specialty process technologies enable
greater analog content and can reduce the die size of an analog or mixed-signal semiconductor, thereby increasing the number of dice on
each wafer and reducing final die cost. In addition, specialty process technologies can enable increased performance, superior noise reduction
and improved power efficiency of analog and mixed-signal semiconductors compared to traditional standard CMOS processes. These specialty
process technologies include advanced silicon photonics technologies, analog CMOS, specialized RF devices on SOI, radio frequency CMOS
(“RF CMOS”), CMOS image sensors (“CIS”), non- imaging sensors, high voltage CMOS, bipolar CMOS (“BiCMOS”),
silicon germanium BiCMOS (“SiGe BiCMOS”), bipolar CMOS double-diffused metal oxide semiconductor (“BCD”), NVM
technologies and special devices for AI technologies. Due to our extensive and diversified work in specialized process technologies, we
have the required skills to provide quality and flexibility in this technology intensive environment which is rapidly changing. We work
closely with our customers to provide them with unique and specialized solutions needed for their business success.
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MANUFACTURING PROCESSES AND SERVICES AND SPECIALIZED
TECHNOLOGIES
We use silicon wafers
based on customers’ proprietary designs to perform an intricate process that consists of constructing layers of conducting and insulating
materials on raw wafers in intricate patterns which requires hundreds of interrelated steps performed on different types of equipment,
and each step must be completed with extreme accuracy to achieve good device performance metrics. In some cases, we provide our customers
with our own proprietary or third-party design elements. We perform a series of processes, in which photosensitive material is deposited
on the wafer and exposed to light through a mask, and hundreds of steps (moves) per wafer, including photolithography, oxidation, etching
and stripping of different layers and materials, ion implantation, deposition of thin film layers, chemical mechanical polishing and thermal
processing. The final step is wafer probing, which involves inspection of each unit in order to identify those that are operable for assembly.
Customers often use third-party service providers for the performance of wafer probing. In most cases, our customer assumes responsibility
for dicing, assembly, packaging and testing.
Our customers are semiconductor
fabless companies, semiconductor IDMs, and module integrators for AI and data centers, for whom we serve as either a sole source or second
source. We facilitate the seamless integration of their semiconductor designs into wafer processing, enabling them to rapidly and cost-effectively
bring high-performance, highly integrated end products to market. We believe that our technological strengths and commitment to customer
service have allowed us to establish a unique position in large, high-growth specialized markets. These markets include silicon photonics
for AI and data center communications, RF for smartphones, IoT, infrastructure communications, power management and CMOS image sensors
for industrial, automotive, medical, and consumer end markets.
Our manufacturing process
uses specialty process technologies, mostly based on CMOS process platforms with added features to enable special and unique functionality,
decreased footprint of products, competitive performance and cost advantages for analog and mixed-signal semiconductors. Products made
with our specialty process technologies are typically more complex than products made using standard process technologies employing similar
technology nodes. Generally, customers that use our specialty process technologies cannot easily transfer designs to another foundry because
the analog characteristics of the design are dependent upon the specific process technology used. The specialty process design infrastructure
is complex and includes design kits and device models that are specific to the foundry in which the process is implemented and to the
process technology itself. In addition, the relatively small engineering community with specialty process expertise and the significant
investment required for development or transfer and maintenance of specialty process technologies has limited the number of foundries
capable of offering specialty process technologies. We believe that our specialized process technologies combined with dedicated design
enablement capabilities distinguish our services and attract industry-leading customers.
With our world-class
engineering team, well established foundry process methodologies and vast experience, we offer state of the art factories for core bulk
CMOS and specialized technologies such as RF SOI, SiPho, SiGe, BCD, Image sensors and MEMS, among others.
We are a trusted, customer-oriented
service provider that has built a solid reputation in the foundry industry over more than thirty years. We have built strong relationships
with customers. Our consistent focus on providing high-quality, value-add services, including engineering and design support, has allowed
us to attract customers that seek to work with a proven provider of foundry solutions. Our emphasis on working closely with customers
and accelerating the time-to-market and performance of their next-generation products has enabled us to maintain a high customer retention
rate, while increasing the number of new customers and new products.
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We continuously aim
to expand our capacity and capacity flexibility across our different technologies. To accomplish this, we invest in expanding our
facilities’ capacity and acquire external capacity, through establishment of new fabs or fab acquisitions, as we have done in the
past, independently or through third-party collaboration and/or funding (including cash, equity, or in-kind investment). We also offer,
from time to time, a wide range of support services for the establishment of new semiconductor fabrication facilities or the ramp-up of
existing facilities owned by third parties, using our technological, operational, and integration expertise, for which we receive payments
based on the achievement of pre-defined milestones and may also be entitled to certain capacity allocation and other rights, all subject
to the definitive agreements underlying such projects.
We derived a significant
amount of our revenues for the year ended December 31, 2025 from our target specialized technologies: RF CMOS, including RF SOI (RF CMOS
on silicon-on-insulator), SiGe BiCMOS, SiPho, power ICs, discrete devices and CMOS image sensors. We are highly experienced in these technologies,
having been an early entrant and having developed unique proprietary technologies, including through licensing and joint development efforts
with our customers and other technology companies.
Silicon Photonics (SiPho)
In recent years, silicon
has also been used to control optical signals in SiPho technology. This technology reduces the cost of assembling optical transceivers,
which convert optical signals to electrical signals and vice versa, by providing a platform that integrates multiple functions on a single
silicon chip instead of requiring multiple discrete components. The platform enables the integration of photodetectors, optical modulators,
and other optical components, which were previously assembled as discrete compound semiconductor components in optical transceivers modules
that can now be integrated into a single die, potentially lowering cost, reducing footprint, and improving the performance of advanced
optical transceivers. Such technology utilizes much of the same semiconductor equipment used to manufacture CMOS, benefiting from the
extensive installed base and manufacturing efficiency, and enables a high level of scalability in response to market growth. SiPho chips
fabricated in our fabs are used in optical transceivers, mainly for pluggable connections, and include waveguides, beam splitters, optical
modulators and photodiodes, used for laser light monitoring. Tower also provides a platform that embeds InP lasers in the SiPho chip.
Our industry-leading
silicon photonics platform targets AI, data center communications and other optical applications, such as CWFM LiDARs, among others. The
SiPho process complements our SiGe BiCMOS processes by offering a companion solution that integrates optical components in the expanding
data communications market. We currently have in high-volume production, a 200mm platform (PH18) and a 300mm platform (PH45) that have
benefited from AI-driven growth in optical interconnects, making them leading SiPho platforms in the 400Gb/s to 1.6Tb/s market. We are
ramping our latest 1.6Tb/s platform into high-volume production and are developing and prototyping various advanced technologies aimed
at a next-generation 3.2Tb/s platform, as well as co-packaged optics (“CPO”) for the future. These technologies include wafer-to-wafer
bonding, lasers (including DWDM lasers), III-V modulators and TSVs, all embedded in the SiPho chip.
SiGe BiCMOS for RF and
High-Performance Analog
Our SiGe BiCMOS process
technologies offer more features than RF CMOS or standard BiCMOS processes and are well suited for advanced RF and high-performance analog
semiconductors, such as high-speed, low-noise front-end wireless components, optical and copper-wired networking components, automotive
radar components, hard-disk drive pre-amplifiers, power amplifiers, and low-noise amplifiers. These technologies generally incorporate
silicon germanium bipolar transistors, which are formed by depositing a thin layer of silicon germanium within a CMOS process, to achieve
higher speed, lower noise, and more efficient power performance than regular CMOS process technology. SiGe BiCMOS can achieve speeds equivalent
to those demonstrated in standard RF CMOS processes that are two process generations smaller in line width. For example, a 0.18 micron
SiGe BiCMOS process can achieve speeds comparable to a 90 nanometer RF CMOS process. This allows for the creation of analog products using
larger geometry process technology at a lower cost while achieving similar or superior performance to that achieved using a smaller geometry
standard RF CMOS process technology. In addition, our SiGe technology supports high voltages not available in very advanced CMOS technology
nodes. We have developed enhanced tool capabilities in collaboration with large semiconductor tool suppliers to achieve high-yield SiGe
volumes. We believe this equipment and related process expertise position us as one of the few companies with demonstrated ability to
deliver SiGe BiCMOS products. We currently have 0.35 micron, 0.18 micron and 0.13 micron SiGe BiCMOS technologies available in mass production
and recently added a 65nm SiGe BiCMOS platform for our customers’ most advanced next-generation products.
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RF
CMOS
Many RF products today
are built using RF CMOS technology on silicon-on-insulator (“SOI”) substrates (RFSOI). These RFSOI process technologies include
devices optimized to deliver higher performance and improved isolation compared to those in bulk RFCMOS processes. We currently utilize
RFSOI process technologies at 0.18 micron, 0.13 micron and 65 nanometer lithography nodes to fabricate various devices, including antenna
switches with record figures of merit (“FOM”) and front-end modules, which are integral to state-of-the-art products, such
as modern smartphones.
Power and Power Management
ICs
Our power technologies
are divided into low-voltage BCD offerings and high-voltage offerings, including 140V Resurf, 200V SOI, and 700V ultra-high voltage technologies.
Our low-voltage BCD process technologies offer more features than advanced analog CMOS processes and are well-suited for power and driver
semiconductors, such as voltage regulators, battery chargers, power management products, envelope trackers and power controllers in handset
RF front-end-modules and audio amplifiers. These technologies generally incorporate higher voltage CMOS devices than advanced analog CMOS
processes, such as 5V, 8V, 12V, 40V, and 60V (Breakdown Voltage) LDMOS devices, and in the case of BCD, bipolar devices integrated into
an advanced analog CMOS process. We currently offer BCD technologies at 0.18 micron on 200mm wafers and 65 nanometer on 300mm wafers.
Our higher voltage
technologies on 200mm wafers, which include 140V Resurf, 200V SOI, and 700V ultra-high voltage platforms, support applications such as
gate drivers for discrete high-power transistors and the automotive, industrial, AC adapter, and lighting markets.
In addition, we have
developed a unique NVM solution (Y-Flash) specifically for power and power management applications on our 0.18 micron and 65nm platforms.
We have developed a series of Y-Flash-based modules of up to 16kbit, which have been integrated into various power management products
for our customers. We have also introduced high-density single Poly silicon memory arrays from other intellectual property vendors into
our CMOS process flows.
On our 300mm 65nm node,
we offer two major BCD platforms based on 5V and 3.3V gate operating voltages, both supporting high voltage LDMOS devices, with up to
28V breakdown voltage.
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CMOS Image Sensors
CMOS image sensors
are ICs used to capture an image in a wide variety of consumer, medical, automotive and industrial market applications, including camera-equipped
cell phones, digital still, video, security and surveillance cameras, industrial and inspection cameras, medical X-ray and automotive
cameras and LiDARs. Tower provides silicon proven pixels as IP to its customers to facilitate fast time to market and first-time success
of their sensor designs. This pixel library includes rolling shutter and global shutter pixels as well as time-of-flight pixels, ranging
from 1.25um to 150um, for a variety of applications. We support stitching technology for large sensors as well as state of the art backside
illumination (BSI) and stacking technology, including deep trench isolation (DTI) for low cross talk.
MEMS and Displays
In the MEMS area, we
utilize MEMS switch technology for rapid RF antenna switching and accelerometers for various applications. The rapid growth of the VR
headset and AR glasses markets has generated significant demand for high-resolution OLED small displays, which can only be manufactured
on a silicon backplane. We have developed a highly competitive silicon backplane technology for the OLEDoS (OLED on Silicon) market, primarily
targeting the VR and AR sectors. Our offering encompasses a 5V-based platform featuring extended 8V native LDMOS ultra-low-leakage transistors
and high-density capacitors. Due to the large size of these displays compared to standard CMOS dies, we anticipate considerable growth
in this market.
We continue to strategically
invest in technology designed to enhance performance and integration levels while simultaneously reducing the cost of analog and mixed-signal
products. This initiative includes improving the density of passive elements, such as capacitors and inductors; developing novel passive
elements; enhancing the analog performance and voltage-handling capabilities of active devices; and integrating additional advanced features
and devices into our specialized CMOS processes.
CUSTOMERS, MARKETING AND SALES
Our marketing and sales
strategy aims to further solidify our position as the leading foundry for high-value analog semiconductor solutions, by increasing our
market share with existing customers and expanding our global customer base. We have marketing, sales, design support engineers, field
application engineers, and customer support personnel located in many countries worldwide. These individuals are selected for their industry
experience, customer relationships, and understanding of the semiconductor marketplace.
Our sales cycle generally
ranges from 9 to 24 months or longer for new customers and can be as short as 6 to 12 months for existing customers. The typical stages
in the sales cycle process, from initial contact until production, are:
• technical evaluation;
• wafer design to our specifications, including integration of third-party intellectual property;
• photomask–- design and order third-party photomasks;
• silicon prototyping;
• assembly and test;
• validation and qualification; and
• production.
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The primary customers
of our foundry and design services are fabless semiconductor companies and IDMs (including module integrators). Our customer base includes
leaders in the analog and mixed-signal industry, serving a variety of end market segments. For the year ended December 31, 2025, 11% of
our revenues were generated from NTCJ, 39% of our revenues were derived from an additional seven customers, each of which generated between
4% and 7% of our revenues, and the remaining 50% of our revenues were derived from many other smaller customers. For the year ended December
31, 2024, 13% of our revenues were derived from NTCJ, 27% of our revenues were derived from an additional four customers, each of
which generated between 3% and 11% of our revenues, and the remaining 60% of our revenues were derived from many other smaller customers.
For the year ended December 31, 2023, 14% of our revenues were generated from NTCJ, 30% of our revenues were derived from an additional
four customers, each of which generated between 3% and 9% of our revenues, and the remaining 56% of our revenues were derived from many
other smaller customers.
The following table
sets forth the geographical distribution, by percentage, of our net revenues for the periods indicated:
Year ended December 31,
2025 2024 2023
United States 42 % 42 % 46 %
Japan 13 % 16 % 17 %
Asia, excluding Japan 39 % 33 % 27 %
Europe 6 % 9 % 10 %
Total 100 % 100 % 100 %
The semiconductor industry
is historically characterized as highly cyclical, both seasonally and over the long term. The market fluctuates over time, cycling through
periods of weak demand, excess capacity, excess inventory, and price pressure, as well as periods of strong demand, full capacity utilization,
and wafer shortages, which command higher selling prices.
We price our products
on a per-wafer basis, taking into account the unique value of our technology, its ability to enable customers to differentiate their products,
the complexity of the technology, prevailing market conditions, volume forecasts, the strength and history of our relationships with the
customer and our current capacity utilization. Most customers typically place purchase orders two to six months before shipment.
To promote our products,
technology offerings, and services, we publish press releases, articles in technology journals, and white papers. We present and participate
in panel sessions at industry conferences, host a variety of regional and international technology seminars, and exhibit at various industry
trade shows. We regularly discuss advances in our process technology portfolio and progress on specific relevant programs with our prospective
and existing customers. In addition, we hold annual conferences called TGS (Technology Global Symposium) in various geographic regions
and regularly engage with industry and research analysts.
Our customers use our
processes to design and market a broad range of analog and mixed-signal semiconductors for diverse end markets, including wired and wireless
high-speed optical and electrical communications, consumer, automotive, medical, security, and industrial applications. We sell wafers
for a wide range of applications, including silicon photonics ICs (PICs) and SiGe (EICs) for fiber optic transceivers; high-performance
antenna switches, transceivers, and power management circuits for cellular phones; transceivers and power amplifiers for wireless local
area networking products; power management, audio amplifiers, and drivers for consumer applications; terrestrial satellite communication;
high-end video cameras, dental and medical x-ray vision, industrial cameras, and focal plane arrays for imaging applications; controllers
for power amplifiers and switching chips in cellular phones; and wireline interfaces for switches, routers, and magnetic field sensors.
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COMPETITION
The competitive dynamics
within the global semiconductor foundry industry are subject to change as companies expand their technology portfolios, enter new markets,
or adjust their strategic focus. This industry is technology-driven, with constant advancements in capacity, equipment, process technologies,
materials, and design methodologies. We compete most directly in the specialty segment with foundries such as GlobalFoundries (mainly
in the RF space), Vanguard Semiconductor, DongBu, X-Fab, and Hua Hong Semiconductor. We also compete in certain areas with pure-play,
advanced technology node-driven foundry service providers that also provide specialty technologies, such as Taiwan Semiconductor Manufacturing
Corporation (TSMC), United Microelectronics Corporation (UMC), and Semiconductor Manufacturing International Corp. (SMIC). Although these
three pure-play semiconductor foundries primarily compete against one another and focus on 12-inch deep-submicron CMOS processing, each
also offers specialty process technology and capacity.
The rest of the foundry
industry, including existing Chinese, Korean, and Malaysian foundries, generally targets either industry-standard 8-inch and 12-inch CMOS
processing or specialty process technologies. Most competitors, particularly those based in the Asia-Pacific region, benefit from their
proximity to key markets and, in some cases, from local government incentives and the integrated design and manufacturing ecosystems prevalent
in these areas. However, global efforts to diversify semiconductor manufacturing bases are beginning to challenge this dynamic, signaling
a shift toward a more geographically dispersed competitive landscape.
Geopolitical factors
and trade policies can significantly impact the semiconductor industry. Restrictions, trade tensions, tariffs, and policies promoting
domestic employment and wafer manufacturing can influence foundries’ financials, business operations and competitive positioning.
The principal elements
of competition in the wafer foundry market are:
• technology offering and future roadmap based on research and development capabilities and access to intellectual property;
• devices performance;
• product development kits (PDKs) with accurate modeling.
• system level technical expertise;
• customer technical support;
• design services;
• operational performance;
• quality systems;
• wafer quality;
• operational yields;
• pricing;
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• strategic customer relationships;
• capacity availability; and
• stability and reliability of supply.
Some of our competitors,
particularly the advanced pure-play technology node-driven foundry service providers, have greater capacity, may have greater scope and/or
greater research and development resources, a better cost structure, and greater financial, marketing and other resources. As a result,
these companies may be able to compete more aggressively and over a longer period than us.
We aim to compete primarily
on the basis of advanced specialty analog/mixed-signal technology, research and development, breadth of process offerings, production
quality, technical support, and our design and engineering services. Our highly differentiated specialty offering and proven track record
in analog/mixed-signal markets, as well as in the Silicon Photonics market, enable us to effectively compete with larger foundry service
providers.
Some semiconductor
companies have advanced their CMOS designs, including mixed-signal, down to 28 nanometers and below. These smaller geometries may offer
customers performance and integration features that are comparable to or exceed those offered by our specialty process technologies, and
they may be more cost-effective at higher production volumes for certain applications, such as when a large amount of digital content
is required in a mixed-signal semiconductor and less analog content is required. Our specialty process technologies will therefore compete
with these advanced CMOS processes, and some of our potential and existing customers could elect to design these advanced CMOS processes
into their next-generation products. We are not currently capable, nor do our current plans include, any technology or operations using
CMOS processes at such smaller geometries.
WAFER FOUNDRY SERVICES
The wafer foundry service
mode of work is an intricate process that consists of constructing layers of conducting and insulating materials on raw wafers in intricate
patterns. This requires hundreds of interrelated steps performed on different types of equipment, and each step must be completed with
extreme accuracy to achieve the required device performance metrics. The process can be summarized as follows:
Circuit Design.
This process begins when a fabless company or IDM designs (or engages a third-party or us to design) the layout of a device’s components
and designates the interconnections between each component. The result is a pattern of components and connections that defines the function
of the end product. After the product design is completed, foundries provide processing services for these companies’ device designs.
Mask Making.
The design for each layer of a semiconductor wafer is imprinted on a photographic negative, called a reticle or mask, which serves as
the blueprint for each specific layer of the semiconductor wafer. We engage external mask shops to manufacture these masks.
Wafer Processing.
This involves a series of processes in which photosensitive material is deposited on the wafer and exposed to UV light through a mask,
including hundreds of steps (moves) per wafer, such as photolithography, oxidation, etching, stripping of different layers and materials,
ion implantation, deposition of thin film layers, chemical mechanical polishing, and thermal processing. The final step is wafer probing,
which involves inspection of each unit in order to identify those that are operable for assembly. Customers often use third-party service
providers to perform wafer probing.
Assembly and
Test. In this phase, the wafers are transferred to assembly and test facilities. During the assembly process, each wafer is cut
into dice, or individual semiconductors, and tested. Defective dice are discarded, while good dice are packaged and assembled. Assembly
protects the product, facilitates its integration into the target systems, and enables heat dissipation. Following assembly, the functionality,
voltage, current, and timing of each product are tested, including the optical parameters of the SiPho products. After testing, the completed
product is shipped either to our customer or to our customer’s printed circuit board manufacturing facility. Our customers often
use third-party service providers to perform wafer assembly and testing, and, to a smaller extent, parts of this process may be performed
independently by us.
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RAW MATERIALS
Our processes utilize
various raw materials, including silicon wafers, chemicals, gases, and different types of metal targets. Although most of our raw materials
are available from multiple suppliers, certain materials are purchased from sole-sourced vendors. Our raw material procurement policy
is to select only those vendors who have demonstrated quality control and reliable delivery times, and to maintain multiple sources for
each raw material whenever feasible so that a quality or delivery issue with any one vendor will not adversely affect our operations.
We may establish long-term supply agreements with our vendors where necessary or beneficial to Tower.
Our general inventory
policy is to maintain sufficient stock of each principal raw material to meet operational needs and rolling forecasts of near-term customer
requirements. In addition, we have agreements with some material suppliers under which they reserve certain levels of inventory in their
warehouses for our use. We typically work with our vendors to plan our raw material requirements on a monthly basis, with pricing generally
set on an annual basis. The actual purchase price is generally determined based on prevailing market conditions. Although we have not
experienced any material effect on our operations due to a shortage of raw materials, and current supplies of the raw materials we use
are adequate, shortages could occur in various critical materials due to supply interruptions or increased industry demand.
The most important
raw material we use is the silicon wafer, which is our primary raw material. We have historically obtained, and believe that we will continue
to obtain, a sufficient supply of silicon wafers. We believe that we have close working relationships with our wafer suppliers, and based
on these long-term relationships, we believe that these major suppliers will make their best efforts to meet our demand. Certain materials
are currently being leveraged in geopolitical discussions, which could adversely affect the supply and cost of some materials used in
a small portion of our products. We are actively working to minimize our exposure to such materials and/or sources of supply.
In addition, certain
materials are purchased from sole-sourced vendors under pre-committed volume contracts for specified, pre-defined quantities that must
be purchased on a monthly, quarterly, or annual basis. If such pre-defined quantities are not required for production when purchased,
it may result in excess payments and/or expense write-offs in our financial statements, which may adversely impact our financial results.
See “Item 3. Key Information-D. Risk Factors-Risks Affecting Our Business- If we are unable to
purchase equipment and/or raw materials and other supplies, or there are delays in the delivery thereof, we may face delays or a temporary
halt in operations or other problems. If we must purchase raw materials beyond our needs as required under committed vendor contracts,
we may need to amortize or write such purchases off, which may adversely impact our financial results.”
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RESEARCH AND DEVELOPMENT
Our future success
depends, to a large degree, on our ability to continue to successfully develop and introduce into production advanced process technologies
that meet our customers’ needs. Our process development strategy relies on CMOS process platforms that we either develop ourselves
or license and transfer from third parties.
From time to time,
at a customer’s request, we develop a specialty process module, which, in accordance with the applicable agreement, may be used
exclusively for that customer or added to our process offerings. Such developments are common across all of our specialty process technologies
noted above.
Our research and development
activities have related primarily to our process, device and design development efforts in all specialty areas that were mentioned above,
and have been sponsored and funded by us and in certain cases fully or partially funded by our customers. In addition, an immaterial portion
of our research and development activities have been funded by the Government of the State of Israel through the Israel Innovation Authority
(the “IIA”) (formerly, the Israeli Office of the Chief Scientist), pursuant to the Encouragement of Research, Development
and Technological Innovation in the Industry Law 5744-1984 (formerly known as the Encouragement of Industrial Research and Development
Law 5744-1984) (the “Innovation Law”). The Innovation Law and related regulations restrict transfers of manufacturing
of IIA-funded products and services and transfers or licenses of IIA-funded technologies outside Israel. Such transfers generally require
IIA approval and increased royalty payments of up to three times the grant amount plus interest (for manufacturing transfers) or a redemption
fee of up to six times the grant amount (less paid royalties and depreciation, but no less than total grants received) plus interest (for
technology transfers).
We are required to
comply with Israeli, U.S. and other applicable foreign export regulations, and we may be required to obtain export licenses before exporting
certain technology or products to third parties. For information regarding risks related to export regulations, see “Item
3. Key Information—D. Risk Factors—Risks Affecting Our Business— Compliance with existing
or future governmental export regulations may reduce our sales or increase our operational costs.”
Our research and development
activities seek to upgrade and improve our technologies and processes. A substantial portion of our research and development activities
are conducted in collaboration with our customers and equipment vendors. Due to the rapid technological changes in the semiconductor industry,
effective research and development is essential to our success. We plan to continue to invest significantly in research and development
activities in order to develop advanced process technologies for new applications. For information regarding risks relating to the development
of technology processes and services, see “Item 3. Key Information—D. Risk Factors—Risks Affecting Our Business—If
we do not maintain and develop our technology processes and services, we may lose customers and may be unable to attract new ones.”
Research and development
expenses for the years ended December 31, 2025, 2024 and 2023 were $86.5 million, $79.4 million and $79.8 million, respectively, net of
government participation of $1.0 million, $0.3 million and $0.5 million, respectively. As of December 31, 2025, we employed 430 professionals
in our research and development departments, 59 of whom have PhDs. In addition to our research and development departments located at
our facilities in Migdal Haemek, Israel, Newport Beach, California, San Antonio, Texas and Hokuriku, Japan, we also maintain a design
center in Netanya, Israel.
PROPRIETARY RIGHTS
Our success depends,
in part, on our ability to obtain patents, licenses and other intellectual property rights related to our production processes. To that
end, we have obtained certain patents, acquired patent licenses and intend to continue to seek patents for our intellectual property.
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As of December 31,
2025, we held 281 patents in force. We have entered into various patent and other technology license agreements with technology companies,
including Synopsys, ARM, Cadence, Siemens and others, under which we have obtained rights to additional technologies and intellectual
property.
We constantly seek
to strengthen our technological expertise through relationships with technology companies. We seek to expand our core strengths in SiPho,
SiGe, RF, CMOS image sensors, power platforms, mixed-signal, MEMS and non-imaging sensors technologies through continuous development
in these areas and, wherever possible, to patent our new developments on an ongoing basis.
Our ability to compete
depends on our ability to operate without infringing upon the proprietary rights of others. The semiconductor industry is generally characterized
by frequent litigation over patents and other intellectual property rights. Like many companies in the semiconductor industry, we have
from time to time received communications from third parties asserting that their patents cover certain of our technologies or alleging
infringement of intellectual property rights. We expect that we will receive similar communications in the future. Irrespective of the
validity or successful assertion of such claims, we could incur significant costs and devote substantial management resources to defend
against such claims. In March 2026, GlobalFoundries filed three lawsuits against the Company in the U.S. International Trade Commission
(ITC) and the United States District Court for the Western District of Texas, alleging infringement of certain of its patents. The
Company disputes these claims.
To partially mitigate
the risk of patent litigation, we entered into License on Transfer (“LOT”) agreements with three leading companies in the
semiconductor industry. These agreements provide protection against patent infringement claims from non-practicing entities (“NPEs”),
ensuring that any patents transferred by these industry leaders to such entities cannot be asserted against us.
DESIGN ENABLEMENT
We work closely with
customers throughout their product development and prototyping cycles to support the creation of high‑performance semiconductor
integrated circuits (“ICs”) and to help reduce final die cost through die‑size optimization and integration. Our engineering
services and operational process provide support to accelerate customers’ design and qualification activities, enabling faster time‑to‑market.
To support these activities,
we collaborate with leading design automation providers - including Cadence Design Systems, Synopsys, Siemens EDA, and Keysight Technologies
- and license standard cells, I/O, and memory IP from Synopsys, eMemory, and other top suppliers of physical IP. These pre-validated components
can be integrated into specific parts of our customers’ chip designs, enabling accurate simulation of design behavior in our processes
using industry-standard tools.
Applications that rely
on our specialty process technologies often require advanced simulation models and verification tools. We deliver these models through
our design‑enablement platform, centered on our proprietary Process Design Kits (“PDKs”). During the initial design
phase, customers use our PDKs to develop products optimized both for end‑product specifications and for our specialty processes.
The PDKs enable accurate performance prediction and efficient design refinement. Our engineering teams—experienced in analog and
mixed‑signal design and semiconductor operations—work closely with customers to provide design guidance and optimize for performance
and manufacturability. In addition, our design‑support engineers accelerate the design‑to‑silicon cycle by responding
to technical and logistical inquiries through email, conference calls, our help‑ticket system, and on‑site visits when needed.
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After the initial design
stage, customers may choose either dedicated fabrication or our Multi-Project Wafer (“MPW”) service to produce prototypes
on our specialty processes. The MPW program aggregates multiple customers’ designs onto shared mask sets, significantly reducing
prototyping costs. Our design enablement team further accelerates the design-to-silicon cycle and supports first-silicon success by providing
accurate device models, comprehensive PDKs, silicon-proven ESD protection and I/O structures, application-specific design rules, and ongoing
technical support. We offer assistance to customers at every point in the design flow.
Our deep knowledge
of fabrication and process technologies provides a meaningful competitive advantage - particularly in time-critical applications where
minimizing design iterations is essential or where designs push technology limits. In addition, our IP portfolio and design services help
customers address specialized challenges, delivering the expertise needed for rapid and successful implementation in our fabs.
We believe that our
circuit-design expertise, combined with our ability to shorten customers’ design cycles and reduce design costs, represents a significant
competitive strength.
JAZZ SEMICONDUCTOR TRUSTED
FOUNDRY
For purposes of our
U.S. aerospace and defense business, Tower and Tower NPB have worked with the Defense Counterintelligence and Security Agency of the United
States Department of Defense (“DCSA”) to mitigate concerns about foreign ownership, control or influence over operations in
Fab 3. To protect against potential unauthorized access to trusted and classified materials and information, Jazz Semiconductor Trusted
Foundry (“JSTF”) was established as a subsidiary of Newport Fab LLC, which is directly held by NPB Co., and possession of
trusted and classified information is strictly kept within JSTF. JSTF maintains facility security clearance and Trusted Foundry
accreditation status.
C. ORGANIZATIONAL STRUCTURE
The legal name of our company is Tower Semiconductor
Ltd. Tower was incorporated under the laws of the State of Israel in 1993.
Tower directly operates
our Fab 2 facility in Israel.
Tower’s wholly-owned
subsidiary, Tower US Holdings Inc., owns all of the shares of Tower Semiconductor NPB Holdings, Inc., which owns all of the shares of
Tower Semiconductor Newport Beach, Inc. (all three companies are incorporated in Delaware), which operates our Fab 3 facility located
in Newport Beach, California.
Tower holds a 51% equity
stake in Tower Partners Semiconductor Co., Ltd., incorporated in Japan (Nuvoton Technology Corporation Japan holds the remaining 49% stake),
which operates the Uozu E and Tonami CD fabs located in Japan.
Tower’s wholly-owned
subsidiary, Tower US Holdings Inc., also owns all of the shares of Tower Semiconductor San Antonio, Inc., incorporated in Delaware, which
operates our Fab 9 facility located in San Antonio, Texas, US.
Tower’s wholly-owned
subsidiary, Tower Semiconductor Italy S.r.l., incorporated in Italy, shares capacity with ST in a 300mm facility owned by ST and located
in Agrate, Italy.
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D. PROPERTY, PLANTS AND EQUIPMENT
WAFER FOUNDRY FACILITIES
We process semiconductor
wafers at six facilities: Fab 2 in Israel, Fab 3 in Newport Beach, California in the U.S., TPSCo’s two fabs (Uozo E and Tonami CD)
in Japan, Fab 9 in San Antonio, Texas, USA, and TSIT’s Fab 10 in Agrate, Italy, in which we share capacity with ST in a 300mm fabrication
facility established by ST.
The capacity in each
of our facilities at any particular time varies based on the combination of the processes being used and the wafer mix being processed
at such time. Therefore, capacity may be significantly lower at certain times as a result of certain combinations that may require more
processing steps than others. We have the ability to rapidly change the mix of processes in use in order to respond to changing customer
needs and to maximize utilization of the fab. In general, capacity increases have been achieved through the addition of equipment, improvements
in equipment utilization, and the reconfiguration and expansion of existing cleanroom areas.
Capital expenditures
in 2025 and 2024 were $436 million and $432 million, respectively, net of proceeds from the sale of equipment and fixed assets of $8 million
and $5 million, respectively.
Fab 1
We acquired our Fab
1 facility in Migdal Haemek, Israel, from National Semiconductor in 1993, which had operated the facility since 1986. We occupy the facility
under a long-term lease from the Israel Lands Authority, which expires in 2032. During the first quarter of 2025, in response to anticipated
changes in market dynamics and customer demand, we discontinued the lower-margin legacy 150mm process flows, ceased operations in Fab
1, and consolidated certain flows into Fab 2, also located in Israel, in order to streamline our production processes and enhance
our overall efficiency. The Fab 1 facility includes an approximately 51,900 square foot area and we are using it to support Fab 2 production
needs and other corporate needs.
Fab
2
In 2003, we commenced
operations in Fab 2, also located in Migdal Haemek, Israel. Fab 2 supports geometries ranging from 0.35 to 0.13-micron, using advanced
CMOS technology, including Sipho, SiGe, RF SOI, CMOS image sensors, power platforms, mixed-signal technologies and other advanced analog.
The overall cleanroom area in Fab 2 is approximately 100,000 square feet. We have invested significantly in the purchase of fixed assets,
primarily in connection with the construction of Fab 2, technological advancement, and capacity expansion. We are presently implementing
a $920 million capital investment in equipment to expand SiGe and SiPho manufacturing capacity
and develop next-generation capabilities. The land on which Fab 2 is located is subject to a long-term lease from the Israel Lands Authority
that expires in 2049. Additionally, as indicated above, we are using part of the Fab 1 area to support the further expansion of
Fab 2.
Fab 3
NPB Co.’s facility,
Fab 3, is located in Newport Beach, California. Fab 3 supports geometries ranging from 0.80 to 0.13-micron using advanced CMOS technology,
including SiPho, SiGe, RF SOI, and MEMS. The facility comprises 320,000 square feet, including 120,000 square feet of total cleanroom
area.
NPB Co. leases its
facility under an operating lease agreement that was extended in 2025 through 2030. The landlord is party to an option agreement pertaining
to the Newport Beach site with a third party, under which such third-party believes he has certain collateral or other rights with respect
to the site and has stated that he is considering filing claims against the landlord and/or NPB Co. The landlord and NPB Co. dispute
the third party’s claims. In prior amendments to its lease, (i) NPB Co. secured various contractual safeguards designed to limit
and mitigate any adverse impact of construction activities on its operations; and (ii) certain obligations of NPB Co. and the landlord
are specified, including certain noise abatement actions at the facility. The landlord has asserted claims that NPB Co.’s noise
abatement efforts are not adequate under the terms of the amended lease and has requested a judicial declaration that NPB Co. has committed
a material, non-curable breach of the lease. NPB Co. does not agree and is disputing these claims. See “Item 3. Key Information—D.
Risk Factors—Risks Affecting Our Business— Risks relating to the Fab 3 lease could harm our
business, operations and financial results” for additional information.
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Uozu E and Tonami CD
Fabs
In 2014, we acquired
a 51% equity stake in TPSCo, a company initially formed by Panasonic to provide foundry wafer services to Panasonic and other third-party
customers, using three factories (Uozu E, Tonami CD, and Arai E) located in Hokuriku, Japan, established by Panasonic. Pursuant to the
transaction, Panasonic transferred its capacity tools (8-inch and 12-inch) at these three fabs to TPSCo. These fabs support geometries
down to 65 nanometers. The fabs’ land and buildings are leased by PSCS (now named NTCJ) to TPSCo under a long-term capital lease,
with a term through March 2032. As part of the TPSCo agreements, at the request of Panasonic (through PSCS; since 2020, named NTCJ), operations
in Japan were reorganized and restructured such that the Arai factory, which solely supported NTCJ and did not serve Tower or TPSCo’s
foundry customers, ceased operations effective July 2022. The Uozu and Tonami facilities remained unchanged. In March 2026, we signed
an agreement for a strategic restructuring of our Japan operations, under which Tower will take full ownership of the 300mm Fab 7, to
be organized under a wholly owned Japanese subsidiary of Tower, while NTCJ will take full ownership of the 200mm Fab 5. As part of this
strategic restructuring, the companies will enter into mutual long-term supply agreements, ensuring continued support for existing customers
of both companies. Accordingly, Tower customers currently served through Tonami Fab 5 (200mm) and Nuvoton customers served through Uozu
Fab 7 (300mm) are not expected to experience disruption to supply or operations. The transaction is targeted to close on April 1,
2027, subject to the satisfaction of customary closing conditions and receipt of applicable regulatory approvals.
In addition, contingent
upon subsidy approval from METI following the formal application, and subject to other considerations such as funding, permits and
the engagement of contractors and equipment vendors, Tower’s Japanese affiliate may purchase the land adjacent to Fab 7 Uozu E on
pre-agreed terms between Tower and NTCJ, which would be used for a potential new fab shell build-out, in order to significantly expand
its 300mm capacity and capabilities, through the purchase of machinery and cleanroom facilities, and related investments.
Fab
9
During 2016, we acquired
Fab 9, located in San Antonio, Texas, U.S., from Maxim. The assets and related business that we acquired from Maxim are held and conducted
through a wholly-owned U.S. subsidiary, Tower SA. Fab 9 supports process geometries ranging from 0.8 to 0.18 micron for the processing
of products using CMOS- and analog-based technologies, including RF SOI, SiGe and SiPho. Under the terms of the acquisition agreement,
until the termination or expiration of the supply agreement entered into between Maxim and Tower SA, Maxim has a right of first offer
to re-purchase Fab 9 in the event that Tower or any of its subsidiaries sells, transfers, disposes of, ceases operations at, closes, transfers,
or relocates Fab 9, or if Tower or its operations at Fab 9 become subject to a petition for bankruptcy or liquidation.
Fab
10
In June 2021, we entered
into an agreement with ST to share, under a collaborative arrangement, a 300mm facility being constructed by ST in Agrate, Italy, following
which TSIT, a wholly-owned Italian subsidiary of Tower, was incorporated. TSIT and ST share the cleanroom space and facility infrastructure,
and TSIT has the right to use one-third of the installed capacity for its foundry customers, which we refer to as “Fab 10.”
As part of the qualification and ramp-up process, TSIT acquired and installed certain of its own equipment in the Agrate facility and
developed certain processes and technologies. The comprehensive qualification process was completed during 2024, following which volume
production and operations, managed by ST, commenced.
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ENVIRONMENTAL, SAFETY AND QUALITY MATTERS AND
CERTIFICATIONS
We prioritize achieving
and maintaining high-quality standards. All our facilities are ISO 9001 certified, an international quality standard that provides guidance
for achieving an effective quality management system. In addition, all our facilities are IATF 16949 certified, a stringent automotive
quality standard.
Our operations are
subject to a variety of laws and governmental regulations relating to the use, storage, discharge, and disposal of toxic or otherwise
hazardous materials used in our processes. Failure to comply with these laws and regulations could subject us to material costs and liabilities,
including costs to clean up contamination caused by our operations. All of our facilities are ISO 14001 certified, an international standard
that provides management guidance on how to achieve an effective environmental management system. Risks have been evaluated, and mitigation
plans are in place to prevent and control accidental spills and discharges. Procedures are in place at all our locations to ensure that
any such potential situations are properly addressed. Our environmental management system assists in evaluating compliance with applicable
environmental laws and regulations and establishes loss prevention and control measures. In addition, our facilities are subject to periodic
monitoring by governmental agencies.
For safety, all of
our facilities are OHSAS/ISO 45001 certified, an international occupational health and safety standard that provides guidance for achieving
an effective health and safety management system. Our health and safety management system assists in evaluating compliance with applicable
health and safety laws and regulations and establishes preventive and control measures.
Our goal in implementing
OHSAS 45001, ISO 14001, ISO 9001, and IATF 16949 systems is to continually improve our environmental, health, safety, and quality management
systems.
In addition, we are
committed to an ESG program focused on social contribution and sustainability through various initiatives and activities. We have issued
a dedicated report on our ESG policies, including our strategy and long-term plan. We engage in voluntary initiatives (such as disclosures,
certifications, and improvement goals, among others) to increase our company’s contribution to society and the environment.